Billy's New Interests
by Zzyzx4
Summary: Billy is twelve and his hormones are active. When his sixteen-year-old brother Max walks in on him in an awkward position, it leads them both to new things they never imagined
1. Chapter 1

_**Remember when I said I wouldn't make a Max/Billy story? I lied.**_

Max was in his room working on an invention when he felt a gust of wind quickly enter and leave his room. _Billy._ He thought. He got up and went upstairs to Billy's room. He attempted to open the door, but found it was locked. "Billy, open up! I know you were in my room just now!"

"What?" He heard from the other side.

"You were just in my room, now open the door!" Max yelled.

"No I wasn't. Go away!" _Billy's been spending a lot of time in his room lately. What's the deal?_ Max decided he needed to investigate. He concentrated his telekinesis on the door-lock and unlocked the door from outside. He slowly opened the door and peeked inside and what he saw shocked him. He saw his little brother sitting on edge of his bed stroking his dick and moaning. He looked over to the T.V. and saw a video of two guys in a sixty-nine position blowing each other. _Wait a minute, that's mine! I set up a camera in the boy's locker room at school to catch exactly stuff like this._ Without even realizing it, he had stepped all the way inside of Billy's room.

"Max?!" Billy shouted when he looked over and saw his brother. "Shut the door!" He told him while trying to cover himself up. Max closed the door behind him and locked it. "I meant with you on the other side!" He whined.

"Billy, I had no idea..." Max's voice trailed off.

"Of course not, I didn't tell you. Look, I get it, I'm gay. Don't need to make a big deal about it."

"How did you know I had this in my room?" Max asked.

"Well remember a few weeks ago when I came down to borrow you're old jacket? Well I kind of sped in and saw you watching this before I ran back and knocked."

"Oh."

"Max, you can't tell anyone about this."

"Well duh, I haven't even told anyone that I'm gay yet." Billy looked back at the screen and then looked at Max and saw he was starting to grow hard. Seeing this brought Billy's own boner back.

"Wanna try that?" He asked shyly.

"Billy, are you crazy? We're brothers." Max told him.

"I know, think about it. Gay incest can be pretty hot. Don't tell me you haven't thought of it before." Max tried to think of something to say but couldn't think of any defense. He had thought about sex with Billy before, but he thought he was straight until now.

"Ok, but this'll have to stay our secret. Got it?" Max warned.

"Loud and clear." Billy got up from his bed and walked over to Max and dropped down on his knees. He undid Max's belt and unbuttoned and unzipped Max's jeans and pulled the down to his ankles. Billy rubbed his hand over the bulge in Max's boxers before pulling those down as well. Max's boner sprung out into the open air. Billy was taken aback by how big his brother was. It was easily eight inches in length and it pretty thick at that.

"What are you waiting for?" Max asked, causing Billy to look up at him. Max couldn't help but admire how cute Billy next to his cock. "Suck it," Max commanded. Billy smiled and open his mouth and took the mushroom head inside. Max let out a moan which encouraged Billy to take more and more of his brother's dick in his mouth, though he could only fit about six inches in. "Oh come on, you can do better than that bro." Max grabbed the back of Billy's head and tried to force more of it in, but could only fit another half inch in there before Billy pushed himself off and began to cough. "Couldn't breath?" Max asked with a chuckle.

"That's not gonna stop me." Billy said before placing Max's dick back in his mouth. He started to using his tongue to lick all over the shaft while fondling Max's balls. Max returned his hands to the back of Billy's head and began to thrust in time with Billy's head bobs.

"Billy, I can't believe I'm saying this but, I'm getting close." Billy started to use his tongue to the best of his abilities and began to bob his head faster. "Oh, here it comes Billy!" He shouted as he shoved all eight inches in Billy's mouth and shot his load straight down Billy's throat. Max pulled Billy off as Billy gasped for air. "Damn Billy, where's you learn to suck like that?"

"I don't know, this was my first time. I've only ever given hand jobs before."

"You've given handjobs?" Max asked.

"Uhh, yeah. I was at a sleepover with some friends and did it on a dare. Then I gave one to the guy who dared me later that night." Max had no idea that Billy had friends aside from Nora. And he definitely didn't know he'd given out handjobs before.

"Hey, get up." Max told him. Billy rose to his feet. "You still got some of my seed in your mouth?" Max asked.

"Yeah?" Billy answered confused. Before he knew what happened, Max pulled him closer with his powers and began kissing him. Billy was caught off guard, but eventually kissed back.

"I wanted to see how I taste." Max said after breaking the kiss. A goofy smile spread across Billy's face. "Your turn," Max said as he pushed Billy back on his on his bed and began to stroke Billy's already exposed and hardened cock. "How big are you?" Max asked.

"Six and half last I checked." Billy said between moans.

"I wish I was that big with I was twelve." Max commented as he continued to jerk his little brother off. And that was when it hit him. This was his brother. His little, baby brother that he barely spoke to and now, he was about to give him a blowjob. He should be bothered by this but, it actually turned him on more than he already was.

He smiled and easily took Billy's entire length in his mouth. Billy was moaning uncontrollably, if anyone else was home, they would surely hear them. Billy grabbed a fist full of Max's hair and moved Max's head up and down while thrusting up into his big brother's mouth. Max was surprisingly good at sucking which is why Billy couldn't last and fired his own load into Max's mouth which he happily swallowed. Max got up and lied down next to Billy and shared another kiss allowing Billy to taste his own load.

"Hey Max?" Billy began to ask, resting his head on his brother's chest.

"Yeah Billy?"

"Do you wanna go all the way?" He finished asking.

"Billy, are you sure?" Max asked.

"I am. We've gone this far, so might as well right? Also, I really want to feel you inside me." Billy said giving Max a pleading expression.

"Now how can I say no to that face?" He said, pulling Billy's pants all the way off before pulling his shirt off leaving him completely naked. Max had to admit, Billy was getting pretty fit. He even had a four pack starting to form. Billy pulled off Max's shirt and gazed and Max's fully developed six pack before lying down on his back.

Max licked his fingers before placing one of inside of Billy. He began to slowly pushing and pulling his finger in and out before adding a second finger. He curled and separated his fingers a few times before adding a third. Billy grunted in pain as his brother penetrated him with his fingers.

"Are you ready?" Max asked, aligning his massive prick with Billy's entrance.

"Don't wait, just shove it in already." Billy demanded.

"I can't do that." Max said, placing a hand on Billy's face. "I wouldn't want to hurt my wittle brother." His said in a mocking tone. "More than I already plan to at least." He said under his breath before he began to slowly push himself in. Billy let out a high-pitched yelp before grabbing onto the bed sheets. Max brought one of Billy's legs over his shoulder, allowing his to push in further. Billy had his eyes shut tight in pain as his walls were pulled apart. Max was in heaven, pushing himself inside his little brother and feeling him tense up which squeezed his dick even more.

"Start moving," Billy moaned once Max got as far in as he could go (which was only seven inches of his dick). Max nodded and pulled out before pushing himself back in. Each one warenting another yelp from Billy. Once Max felt his brother loosening up, he picked up speed and got a good rhythm in. Eventually, Billy's little yelps turned into moans of pleasure as Max began to hit his sweet spot. "Max, right there! Keep it right there!" He yelled. Max smiled and placed Billy's other leg on his shoulder and pounded right into the that spot, causing Billy to moan louder and louder.

"Is this want you wanted?" Max asked in between thrusts.

"Oh yeah," Billy managed to moan out. "God, you're so big!" Max continued to pound harder and faster when he felt that sensation returning and knew he was getting close. Billy noticed Max's thrusts becoming sporadic and more wild and realized what was happening.

"Billy, I'm about to cum!" Max warned.

"Do it inside me! I want to feel your warmth fill me up!" Billy shouted. Max thrusted a few more times before he forced all eight inches up inside Billy before firing rope after rope on his juices deep inside his brother's ass. Max felt his orgasm end and pulled out of Billy, his cum leaking out onto the bed. Max sat next to Billy's head and held out his softening cock.

"Clean it off." Billy did as he was told and licked all the residual semen still on it. Max laid down on his back and Billy climbed back on top of him as the two returned to making out.

"Hey Max?"

"What's up Billy?"

"Can we-can we do this again sometime? I think it'd be really fun to do it with you more."

"Sure Billy. I'd love to." Max said with a smile

"And maybe next time, I can be the top." Billy suggested.

"Don't push it." Max said with a laugh.

 _ **There, hope you have as much fun reading it as I did writing it ;)**_


	2. Chapter 2

_**Unplanned second chapter go!**_

* * *

"Oh God Billy, that's so good." Max moaned as Billy was sucking his dick down in Max's room before school. "That's right, lick it all over. " He said placing his hands on Billy's head to push more in.

"Max! Billy! It's tie for school! Hurry up!" Phoebe yelled from upstairs.

"Speed time Billy." He said to his brother who smiled before taking him into "Billy time" where everything seems like it's standing still.

"Skipping to the next level." Billy said, dropping his pants and sitting down on his brother morning wood and began to bounce. Max leaned his head back and moaned loudly. Max grabbed Billy's hips and began to thrust upward into his little brother. Billy clenched tightly causing Max to fire up into him. Max laid back onto his bed. Billy stroked his own length until he also had his early morning cum.

"Guys! What's taking so long?!" Phoebe yelled as they heard her walked down the stairs.

"Shit!" Max whisper-shouted as he pushed Billy off who quick-changed into his clothes. "I thought we were in your time." He said as he zipped up his pants.

"You should've warned me before you came in me, I lost concentration." Billy wined.

"Are you two ready or not?" Phoebe said reaching Max's room.

"Yep, we're good to go." Max said as he and Billy stood awkwardly. Billy walked passed her up the stairs.

"What was going on down here?" Phoebe asked her twin.

"Oh, uh, Billy wanted to tell me about his science project." He lied.

* * *

Billy got to school and went to the boy's bathroom before class. He was standing at the urinal when a blond boy walked in. Billy looked over at him and recognized him. "Hey," He said to which the kid jumped. "You're Link's little brother right?" He asked, Harris nodded. "I'm Billy, Phoebe's brother. I was at your birthday party" Harris looked up. "Hey, has anyone ever told you that you're kind of cute?" He asked.

"Um, sometimes yeah. I don't go out much so I don't really know." He said rubbing his arm.

"Can I ask you something else?"

"Uh, ok, sure."

"Do you like boys?" He asked.

"What? I-I don't know, I um, think I do maybe?" He stumbled while turning red.

"Shh, here, let me help you find out." Billy said as he kissed Harris softly on his lips. Harris smiled the smallest smile you'll ever seen. "Did you like that?" Billy asked.

"Y-yeah. I really did."

"Then let me show you something else you might like." Billy said with a smirk as he pulled Harris into a stall and locked it behind him. "Try your best to be quiet ok?" Billy said dropping to his knees and began to unbutton Harris pants. He pulled out Harris's semi hard cock and began to slowly stroke it before giving it a small lick. Harris let a moan escape his lips as Billy put the younger boy's mushroom head in his mouth.

"W-wow, this-this is so good." Harris moaned out.

"It only gets better from here on." He said before taking more in his mouth as Harris grew to being fully hard. He wasn't as big as Billy or Max, but he was still an impressive size for his age. Billy had had more practice lately, so easily managed to fit all of Harris in his mouth.

Harris was moaning so loudly that it was bouncing off all the walls in the bathroom. Billy reached around and gave the younger boy's ass a squeeze sending Harris over the edge. His dick began to twitch inside Billy's mouth as he grabbed the older boy's head and let loose into Billy's mouth. Billy was taken aback by how much Harris came, but realized this was probably his first time and figured that was natural. He stood up and kissed Harris again, letting him taste his own seed.

"Wasn't that fun?" Billy asked, an out of breath Harris who nodded excitedly. "Come to my house after school and me and Max can show you how fun it can really get." Billy zipped Harris's pants back up for him before leaving the bathroom to go to class.

* * *

Max was down in his lair cleaning out Colosso's cage while he was out with their parents when heard the slide door open before Billy slid down with Harris behind him. "Hey Billy, hey weird kid." Max said without turning around.

"Max, I blew Harris this morning at school. Long story short, can he have sex with us?" Billy asked.

"Billy!" He said locking the doors to his room with his telekinesis. "You can't just going around talking about us in the open like that. Phoebe's still here you know?"

"Sorry,"

"And you brought Harris into this?" He continued.

"Yeah, I saw him this morning and thought that it'd be fun to have a three-way." Billy said with a twisted smile.

"Geez Billy, you're really jumping head first into this." He muttered.

"Pwease Maxie, can we do it with Harris?" He asked, crossing his hands and sticking his lip out with Harris joining him in pleading.

"Sigh, ok fine. Can Harris keep a secret?"

"I don't talk to enough people." Harris said.

"Fair point. Harris, get down on your knees. Billy take off your clothes and get on my bed." The two younger boys listened to what they were told as Max approached Harris. "I hope you're ready for this," He said as he pulled his own dick out and presented it to the young pre-teen before him. "Just like Billy did this morning." He said.

Harris reached out and took Max's hardening cock in his hand and slowly began to stroke it. Harris looked up at Max and moved closer to place his lips on the head of Max's dick and began to kiss it. Harris began to put some of it in his mouth, finding it hard to fit all of it in his mouth, this being the first time on the receiving end. Billy got down behind him and began kissing the back of Harris's neck and unbuttoning the blond's shirt.

Max placed a hand on the back of Harris's head in an attempt to push more on himself in, but Harris pulled back. "I-I don't think I can." He said to the older boy.

"It's gonna be ok," Billy told him from behind, getting Harris's shirt off. "Just relax your throat and let Max do his thing." Harris nodded before turning back and placing his lips back onto Max's fully hard shaft.

"Watch the teeth ok?" Max said before he began pushing Harris's head down. Like with Billy the first time, he couldn't get it all in. It stopped at about five inches. Harris pressed ahead and did manage to fit another half inch in however. Max began to take control of Harris's head moving it up and down along his eight inch cock.

Billy continued to kiss along Harris's back of his neck while feeling his chest as well and with his free hand reached down in the younger boys pants and began to give him a rub. Harris began to hum on Max's dick, earning a moan of pleasure from Max. Billy leaned forward and began to lick more of his brother's dick that Harris couldn't fit in. Max placed one hand on Billy's head and began to pet both the heads of the boys blowing him. Billy kissed Harris on the cheek so has turned his head as they proceeded to kiss each other with Max's cock still between their mouths.

"Ooohhhh," Max let out a final moan before he came all over the faces of the two younger boys. Billy and Harris smiled and licked Max's cock clean before going back to kissing each other. Max pulled his shirt off and wiped them both clean. Billy pulled Harris to his feet and pulled his pants the rest of the way down leaving them both completely naked before he pushed him down onto the bed as they kept kissing. Max completely stripped down and moved over to them. Billy moved out of the way and Max dropped down and licked his finger before placing it in Harris.

"Oh this is **tight,** gonna take some time to loosen him up." Max said.

"The struggle makes it more fun Max." Billy said from the other side. Max smiled and got up and aligned himself with Harris's unused hole.

"W-wait, that's really big. I don't know if it'll fit." Harris said nervously.

"I'll make it fit." Max said with a smirk before he began to push in. Harris began to scream in pain as his walls were pushed apart by such a large girth. Billy put his own meet in Harris's mouth to muffle the sound. Max waited for Harris to adjust and started thrusting fast and hard from the get go. Tears were streaming down Harris's face and his face was a mix of pain and pleasure all at once. "So damn tight and so warm too." Max moaned as he continued to plow into the pre-teen.

"Wow, someone got good at this fast." Billy said to Harris who was sucking him like a pro.

Max lifted Harris's legs up to push in deeper. _Oh my God, it's getting warmer._ Max thought. _Why couldn't Billy have brought him home sooner? I'd be fucking both of these boys every day._

Billy turned his body around, keeping his dick inside of Harris's mouth as he leaned down to take Harris's entire length in his mouth with ease.

* * *

Phoebe heard the doorbell ring and walked downstairs to find her boyfriend standing outside. "Link what are you doing here?" She asked.

"Harris said was coming over here after school. I was coming over to check up on him." He told her.

"Oh, he's down in Max's room with him and Billy. They've been down there for awhile so it's probably best if we don't bother them." She explained.

"Ok, is it cool if I stay here until then?"

"Sure," She said letting him inside.

"You know, if they're not coming up anytime soon, I know a way we could pass the time." He said with a smirk. She smiled back as they made their way upstairs.

* * *

Harris felt himself getting close to ecstasy, Billy realized this too and sat up and jerked Harris off until the young boy came over both of their chests. Billy shoved himself down Harris's throat and fired off. Harris's eyes widened as he coughed and spit some of it up. "Too much for you huh?" Billy asked amused.

Seeing Harris's exhausted face with a trail of his brother's cum streaming down his mouth was enough to send Max over the edge. He thrust one last time at full force shoving his eight inches deep into Harris and came. When his orgasm ended, he laid down on the bed next to Harris and kissed him to taste Billy's seed.

"Was that fun like I promised?" Billy asked Harris, laying on the other side of him.

"It was way more than I thought." Harris admitted. Max grabbed his blanket and draped it over the three of them as they fell asleep.

* * *

"It's been way too long since with them being down there. I'm gonna go down and check on him." Link said grabbing his boxers and making his way down to Max's room where he saw His broth lying between the Thunderman brothers. He pulled the blanket off and saw all three were naked and he also saw cum leaking out of his brother's ass. "What the fuck happened down here?!" He yelled waking all three of them up.


	3. Chapter 3

_**The third and final(?) part**_

"What the fuck happened down here?!" Link yelled waking up his brother as well as the the Thunderman boys.

"L-Link?" Harris said nervously. In all the fun he was having, he didn't even think about his older brother. He quickly remembered he was naked and tried to cover himself up. Max pulled the blanket back over himself. Billy however stayed as he was and looked the, almost, naked Link up and down.

"Link, I can explain," Max began.

"This better be good." He said in an angry tone.

"Oh yeah, it was." Billy said leaning back.

"Billy, shut up." His brother told him.

"I'm still waiting for an explanation as to why my brother was naked and in bed with you too." Link said tapping his foot.

"I think it's pretty obvious." Billy said with a smirk.

"L-Link, w-w-we h-had a-"

"The two of you fucked my brother didn't you?" Link interrupted. Billy nodded while Max hung his head. "I had no idea that any of you swung that way." He said looking all of them over. "I thought I was the only one in town." All three of them looked up.

"You too?" Max asked. "But what about Phoebe?"

"Helps keep up the illusion huh? Besides, closest I thought I'd ever get to you." He said before grabbing ahold of Max's face and kissing him deeply. The two younger boys looked on in shock. "I've been fighting that urge for almost two years." Link told him.

"You'll never have to fight it again." Max told him. "You're not mad anymore?"

"Well, I wish it was me that got to take my little bro's virginity, but I think I'll live." He said before they went back to making out, Link cupped Max's face in his hands as Max pulled Link's boxers down. Max grabbed both of their dicks and lined them up. "Damn Max, you're huge."

"You're not so bad yourself," Max told him. Link was just under Max at being seven and a half inches. Link used his powers to stretch it longer than Max's. "That's cheating." Max complained as Link returned his cock to its normal length. They began to kiss again when Max stopped him. "I hope you two don't think you're just going to sit there and watch this." Max said to the two younger boys. "What do you want to see?" Max asked.

"Billy, play with Harris as you wish." Link told him. Billy smiled and tackled the blond next to him. He covered his mouth and he began to jerk the boy off. He soon began to kiss him all over. Harris's body was very sensitive after having cum earlier today for the first time, twice. Link licked his lips watching his brother being pleasured all over. Billy began to stroke faster making Harris moan louder and louder and right before he came, Billy stopped and went back to kissing him.

"Wait, why'd you stop? I was almost there." Harris wined.

"I'm not done playing with you though." He with a smirk as he traced Harris's hole with his finger. Harris shivered in anticipation before Billy pushed his finger in and began to probe him.

Link smiled at this and looked over at Max who was also staring intently. Link reached over and began to stroke his secret crush. Max let out a small moan before he reached back and started to return the favor.

Billy pulled out his finger and held it up to Harris to let him suck. Billy lifted Harris's waste up and pushing the head of his dick inside causing Harris to whimper in pain. Billy smirked and pushed more in and started to get a steady rhythm.

Link looked in awe. He couldn't wait to be in Billy's position of banging his little brother. But for now, watching was enough. After all, he was getting a hand job from the boy he'd been crushing on since he met him. And he in turn, finally had his hand wrapped around Max's cock as well.

"Oh God, oh Billy you're so good. I'm not gonna last!" Harris cried. Billy looked up and pulled out, to which Harris groaned. "Billy! Why won't you let me cum?"

"I want to see you beg me." Billy said with an evil grin.

"Please Billy," He said quietly.

"I can't you," Billy said mockingly.

"Please Billy! Please let me cum! I'm begging you, I need it!" He shouted.

"Why didn't you just say so?" Billy said pushing Harris back down and shoving back into him at the same speed as before. Billy grabbed ahold of Harris's prick and jerked it in tune with his thrusts. Harris let out a few more moans before he finally came all over his chest. His tight ass clenching around Billy's dick triggered another orgasm out of him.

"I've seen all I need to." Link said moving over and licking Harris's seed off his chest before grabbing Billy's softening cock and licking it clean as well. "Now Harris, it's my turn to get to try you." He said looming over his younger brother.

"Link, I can't. I'm tired." Harris told his older brother.

"No, no, no. You can't take this from me. You seriously think I'm going to stumble upon this and **not** fuck you? You're mine Harris." Harris looked up at his brother with a terrified look.

"Hey now, it's my room." Max said in protest.

"You're right babe, I'm sorry. Let's share," He said pulling Harris to their side of the bed and slowly easing his brother down on Max's cock. He pushed Harris down so he was laying on Max's chest and lined his own cock up with his brother's already filled hole.

"No, Link that's not going to fit. I'm already filled. Link Stop!" Harris cried before Billy shoved his dick back into the blond's mouth while Max licked the remainder of it as well as Billy's balls. Link grabbed Harris's legs and slowly pushed him. Harris scream as loud as he could with a dick still in his mouth. Link pushed on forcing his brother's walls to push further than he thought possible.

"You ready Max?" Link asked.

"Let's do this." Max said from beneath Harris. The older boys started to thrust in tune with each other. Harris was writhing in pain between them. This morning he barley knew was sex was and now he had three people inside him all at once with his ass being forced opened by two enormous cocks. Through it all, he still found just the smallest amount of pleasure through it all. He wondered if Link wouldn't mind getting into it without the Thunderman brothers.

Billy, feeling exhausted from all the pleasure he'd had the day was first to cum, squirting all over Harris and Max's faces. Billy collapsed on the bed next to them and decided to just lay and watch.

Link continued plowing into his brother. His and Max's glorious cocks grinding against each other as they both used the younger boy to their pleasure. Link smiled as he got an idea. He used his powers to slowly make his dick grow in length, but keep the girth the same. Harris eyes grew wide as his moans and whimpers turned back into scream.

"Turn it back! Link, turn it back, please!" He cried.

"Ok, calm down. I just wanted to try it once." He said as he dick returned to it's normal seven and a half inches. They two older boys kept slipping in and out, they'd been working him long enough that the boy's ass was barely tight at all to them by now.

"Hey Link, you getting close?" Max asked.

"Oh yeah, how about you?" Link said from above.

"It's right there. Count of three?"

"One,"

"Two,"

"Three!" They yelled as they both blew their loads into the pre-teen between them. Link pulled out of Harris and laid down on the bed followed by Harris once Max pulled him up off. Link looked down as a mixture of blood and semen leaked out of his brother's sore ass.

"Are you gonna be ok?" Link asked.

"It's gonna hurt in the morning, but yeah I'll be fine." Harris told him.

"Good," He said patting his brother on the head who smiled an adorable smile.

"What now?" Max asked.

"I'm gonna fuck your brother or course." Link said sitting up.

"That's fair," Max said turning his head. Link grabbed Billy by the leg and pulled him over to him. Link rubbed Billy's entrance with the cock to get it hard before plunging in. Like with Harris, he didn't bother giving Billy time to adjust and just went straight for it starting at a fast and strong rate.

"Is that all you got?" Billy asked between his moans. "I want more." Link smirked and used the trick from before of stretching his dick out to fill up more of Billy's insides while at the same time picking up speed. "H-harder daddy!" Billy yelled. Max felt himself begin to grow hard again once he heard that come from his brother's lips. Link keep going until it was too much and he had his second orgasm, this time letting loose in the Thunderman boy.

"I never thought the day would go like this." Link said with a smile, looking up at the ceiling.

"We're not done yet." Max told him. "Wasn't it me you have a crush on?" Link smirked as the older boys crawled to each other.


	4. Chapter 4

"Billy, come on!" Max said to his brother down in his lair. "If you use your speed, you could probably get me off twice before we have to leave for school."

"I need to cum too Max." He argued.

"So jerk it real quick. Just hop on bro." He said with his pants and boxers at his ankles.

"Time for school! Hurry up!" They heard their mom call down.

"Billy, please." Max begged. Billy crossed his arms and turned away. "At least suck me man, c'mon."

"Fine," Billy said dropping to his knees in front of his brother and speed sucking his hardened cock. Within just a few seconds Max moaned loudly and emptying himself in Billy's mouth. "Happy?" Billy asked, taking his brother's softening dick out of his mouth.

"Almost," Max said pulling Billy up with his powers and making out with him. "Now I am." He said petting his little brother's head. Billy blushed and smiled a bit. "Now let's go." He said as they left.

* * *

Billy got to school and made his way to class. Little did he know, he was being watched.

"That's him?" Nick, the school tough guy asked.

"Yeah, it is." Billy's friend, Daniel told him. "He sucked off our friend Alex on a dare, but later he just blew me because he felt like it."

"And that was definitely him giving the new kid a blowjob in the stalls last week. Even took him home." Nick's cousin Sam mentioned.

"He's a complete boy slut." Daniel snickered.

"He better be." Nick threatened. "Or it's your ass."

* * *

Billy was sitting in his class when he got a text from Max.

M: _Are you mad at me?_

B: _No…_

M: _Then why don't you wanna do it that much anymore?_

B: _I don't know, it's just that after we did it with Harris and Link, it feels like a step down only having sex with one person._

M: _Ok, I get it, sorry for being so pushy this morning. Would if be ok if we have a little fun tonight though?_

B: _Sure, I really miss having you inside me_

M: _Cool, I can't wait until I get back in that tight ass of yours ;)_

* * *

Later Billy was in P.E. playing soccer with some of the other kids when he had to take a piss break. When he was leaving through the gym, he felt a pair of strong hands grab onto him and pull him back behind the bleachers. When he turned around he saw Nick looking down at him.

"Nick, I don't know what you think I did, but I didn't do it." Billy said quickly.

"You didn't blow two guys at a sleepover?" Nick asked. Billy looked over and saw Sam was with him, but also his friend Daniel.

"You told him? You swore you wouldn't tell anyone." Billy wined.

"Sorry Billy, he made me." Daniel explained.

"And you did do one other thing that I can't look past." Nick said, slapping Billy's ass. "You kept this from me." Billy looked up, worried. "So I'm just gonna have to take it." He said pushing Billy down on his knees. "Sam, get over here." He said as both boys pulled their dicks out and shoved them in Billy's face. Nick was already hard and ready with Sam being semi hard. "Now open up." He said, while grabbing Billy's head.

"Whoa," Billy said wide eyed, staring at both of the dicks presented before him. He dealt with cocks roughly this big before, but he was still surprised that kids just a year or two older than him would be close to rivaling his brother in terms of size. Billy also go the idea that these boys wouldn't be as gentle as his brother and their new playmates.

"Are you deaf or something? I said suck!" Nick yelled, shoving his meat into the younger boy's mouth. "Sam, you too!" Sam stepped forward and pushed his own length inside beside his cousin's. Nick grabbed the back of Billy's head as they began to thrust in and out completely out of sync.

Billy attempted to push them away until Sam grabbed both of his wrists and held them together over his head. Billy was gagging and his face was starting to turn red as he found it hard to breath.

"Hey guys, let him breath." Daniel said attempting to pull Nick off a little.

"Just a minute," Nick said shrugging him off. "I'm almost done."

"I'm right there with you cuz." Sam said with a laugh. They kept thrusting deeper and harder until the felt that usual feeling again and pulled out. Billy began to cough and take deep breaths he looked up just in time for the cousins to fire all over his face into his open mouth with hm getting a taste of their combined juices. It tasted terrible.

Billy tried to run, but Nick grabbed his arm once again. "Don't try to get away!" He yelled. "Daniel, rip this slut's clothes off. I'm sure he's used to that." Billy looked up at Daniel confused and afraid.

"I'm sorry," Daniel whispered as he bent down and began to pull his shirt up. He got it off one arm before Nick had to switch which one he was holding. Billy was now laying on the floor in just his shoes and socks with Nick looking at his exposed ass with hungry eyes.

"Ha! Look at that guys! He's totally getting turned on by this." Sam said pointing to Billy's own cock which was almost completely hard. Billy knew he was hard too, but only because he was trying to imagine it was Max and Link doing this to him.

"You know, I was gonna prep ya," Nick told him angling himself. "But since you tried to run, you get punished. Daniel, shove your cock in his mouth. He'll be used to that anyways."

Daniel stood up and unzipped his pants and pulled his dick out. He grabbed a hold of Billy's face and poked around before Billy gave up and opened his mouth to let him in. Billy was getting ready for what was about to enter him and did his best not to tense up, but was unprepared when he felt Nick shove all of himself in hard a fast and tried to scream but was muffled by the dick in his mouth.

Nick thrust deep and hard into boy, disregarding the pain he must of been causing him. Tears stung Billy's eyes, streaming down his face and mixing with the cum still on his face. Daniel slowly ran his fingers through Billy's hari as he moved in and out of his mouth slowly, not wanting to hurt Billy as much as Nick was. He still considered Billy his friend after all.

"Oh that's it, keep squeezing. It feels so good." Nick moaned. "Sam, get down here, I got an idea." Sam listened to Nick as he laid down on the ground opposite of his cousin. Nick lifted Billy up off of him and Sam scooted closer, putting their cocks together before, Nick slammed him back down and forcing them both up into him.

Billy did his best to scream, to cry out to anyone near who could help him. But there was no one close by, only his two attackers and the boy he thought was his friend. They were the only people who could hear him and they did their best to keep it that way.

"I'm going to let go of you now," Nick told Billy. "I want you to bounce on us yourself and If you try to run again, you're gonna have to find a way to fit all three of us in you. Got it?" Billy nodded as Nick moved his hands off of Billy's hips. Billy moved up and down slowly on the two dicks.

Daniel began to moan louder and louder as he came close to finishing. He grabbed onto Billy's head with both hands and thrust in deeply shooting his own jizz down Billy's throat. Billy swallowed it like he did that night and looked up to him. "Just like before huh?" Daniel said with a laugh.

"I'm taking back over!" Nick yelled pushing Billy down on his cousin as the two began to pounding with all their might again. "I want you to scream my name when I cum and I'm getting really close. Say it, say my name bitch!"

"NICK!" Billy caved and shouted right before Nick as well as Sam released themselves into the boy in between them. The three of them all went limp and lied and the floor painting. Nick, after regaining his strength, moved up to Billy's head and held out his softening cock in front of his face.

"Clean it." He said. Billy turned his head and opened his mouth. Nick put the tip in as Billy licked all the residual juices. Nick and Sam gathered their clothes and left the scene. Daniel grabbed Billy's clothes and re-dressed his friend and sat down next to him.

"Dan why?" Billy asked, turning to him.

"I had to Billy, I hope we can still be friends." He said, kissing Billy on the cheek and then walking away.

* * *

"I can't believe I let that happen." Max said as he and Billy with laying in bed together that night.

"You weren't there, there's nothing you could've done."

"I still feel responsible. That's **my** property they abused." He said rubbing his little brother's bare ass.

"Hey Max,"

"What's up Billy?"

"Do you think maybe, you can let me top tomorrow?" Billy asked traced circles with his finger on Max's chest.

"Why wait? I don't know about you, but I'm pretty horny right now." Max said in a seductive tone.

"Time for you to feel the thunder Max." Billy said climbing on top of his brother.


	5. Chapter 5

"Does everyone have everything they need?" Barb asked as her, her husband and their three daughters descended the stairs.

"Yes," They all groaned.

"Ok, remember to smile for Grandma and Grandpa." She told them. "Max, Billy will you two be alright?" She asked her sons who were sitting on the couch surrounded by tissues coughing and sneezing.

"We'll be ok Mom, I promise." Max said in an ill voice. "We're just sad we won't be able to go with you guys." Billy nodded in agreement before wiping his nose.

"Oh, my poor babies," She cooed.

"Are you seriously buying this?" Phoebe asked. "They're just faking it so they don't have to go." She told her mom.

"Why didn't you include me in on this?" Nora whisper shouted.

"Maybe, we should go next weekend. I wouldn't want to leave my boys here sick and alone." Bard said.

"No!" Billy yelled, jumping to his feet. "I mean," He faked coughed for good measure. "Don't let us ruin Grandma and Grandpa's chance to see you guys."

"Alright, if you're really sure, then we'll get going now." She said, grabbing her bags. "I love you both and we'll be back very late Sunday night." She called from the backyard. Max waved and closed the door behind them before moving back to the couch.

The pair sat in silence as they listened for the family car to pull out of the driveway and go down the street. The second, neither of them could hear it anymore, Billy jumped across the couch onto Max's lap.

"Ow, not so hard Billy. I'm gonna need that soon."

"Sorry Max, I'm just happy we're finally, completely alone for the whole weekend!"

"Me too. Just you, me,"

"And clothing optional." Billy said as they shared a kiss.

"Well, for me it is. I don't want to see you covering anything, until their back." Max said in a seductive voice before they started to make out passionately. Billy began to pull Max's shirt up when there was a knock at the door. "Not now," Max whined, taking Billy off him and setting him back on his side of the couch. Max opened the door and immediately faked coughed with he saw his twin Phoebe standing there.

"I still don't buy it," She said walking past him.

"Why are you here?" He asked, dropping the sick voice.

"Forgot something." She heading upstairs. Max was about to head back to the couch when Billy sped over and began to stroke him, Max bit him lip and was breathing heavily through his nose. Billy heard Phoebe coming back down the stairs and he quickly put Max's dick away and returned to his position on the couch. "Ok, I'm going now." She said heading for the door, before she stopped and her eyes moved down to Max's crotch. "I pity the poor girl you're clearly talking to." She commented before walking out the door. "And furthermore," She tried to say before Max used his powers to slam the door in her face.

"Thanks bro, Phoebe saw that I was hard. Do you want them finding out?" He asked.

"Sorry Maxy, I just can't help myself around you." He said, leaning up to kiss his older brother while rubbing his chest under his shirt.

"Aw, I can't stay mad at you." He said picking him up and moving back to the couch as they began to kiss again. Max pushed his tongue in between their lips and into Billy's mouth. They heard the doorbell and Max was about to go answer it when Billy pulled him back.

"Fuck them," He said.

"I'd rather fuck you." Max responded as they went back to making out. The doorbell rang again and they broke apart. "They're not leaving, I gotta answer it." Max sighed walking over. He opened the door and saw their neighbor Mrs. Wong.

"You mail was delivered to my house again!" She shouted handing it over to Max. "If this happens one more time I will-" She continued until Max slammed the door in her face and locked it.

"Anyone else going to ruin our fun?" Billy called out to the universe. There was a long silence. "Where were we?" He asked.

"One last step." Max said before using his freeze breath the block the front door with a wall of ice. "Now, we'll be good." He said before tackling Billy down on the couch and continued to make out. Max pulled Billy up and literally ripped his brother's flannel and shirt off.

"I liked that shirt," Billy sighed.

"You should've thought of that before you wore it in front of me. Now, am I ripping these too, or are you going to be a good boy and take them off yourself?" He asked tugging on Billy's shorts.

"I'll be a good boy," Billy said in a younger voice. Billy stood up and unbutton and unzipped before he slowly pulled them down leaving him in a pair of light blue boxer briefs. Max was looking at his little brother with hungry eyes. "Hey, you need to get naked too Max!"

"I told you clothing was optional for me, now get over here." He said grabbing his brother by the arm and pulled him onto his lap. "Good boys don't whine. I thought you said you'd be good? Are you gonna be bad?" He asked.

"No, I'm sorry. I promise I'll be good from now on." He said.

"Now, how can I be sure? Oh wait, I know." He said slipping his hand into Billy's underwear and giving his ass a tight squeeze. Billy moaned loudly. Max moved his hand lower and began to go over Billy's entrance with his finger. Billy was breathing heavily in anticipation. Max could feel Billy's breath and also could feel him shivering on him. "Are you cold Baby?"

"Yeah, I'm really cold because of the ice door."

"It's ok, Daddy's here and he's going to make you feel nice and warm."

"Ok, that's too weird." Billy said, breaking character.

"What? Why? You called Link 'Daddy.'" Max protested.

"I was caught up in the moment. Besides, I'm not related to him." Billy explained. Max looked away annoyed. "Max, don't be like that." Max pushed Billy down on his back and then shoved his finger inside. Billy let out a cry of pleasure. "M-Max,"

"What's my name?" He asked, as he began to finger fuck him harder.

"Ah! Daddy!"

"That's right! Now you're getting it." He said as he reached his other hand under and began to stroke his brother's dick as well.

"Daddy, I need to feel more of you, please."

"I'll get to that when I'm good and ready. You just be good and enjoy my fingers." He said added a second finger in his brother. Billy's cock had grown completely hard by now and Max leaned down and began to suck him through the boxer briefs. Billy was moaning so loudly, even Max's room probably wouldn't help, they needed and empty house right now. Max continued to coat Billy's fabric covered cock in in his saliva to the point where you can almost see clearly through it.

Billy placed his hand on Max's head and thrust upwards into Max's mouth as he felt his orgasm growing near. Billy moaned loudly and he thrust all the way in and came in his boxer briefs and a little in Max's mouth as well.

Max sat back up and removed his finger from Billy's ass. He looked down on his younger brother painting and covered and sweat, only covered by his jizz filled underwear and had to fight hard against the urge to fuck the hell out of Billy right then and there. Being patient was killing him, but he knew it had to be killing Billy more with how needy his brother is for his dick when he gets horny.

"Billy," He said, making his brother sit up and look at him. "Daddy's very proud of you."

"Th-thank you so much Daddy. Have I been good?"

"You've been more than good, you've been the best boy in the world and you deserve a treat." Billy's face lit up with delight when he heard that. "But first, take off your underwear and don't put any clothes on at all for the weekend."

"Yes Daddy," Billy said as he pulled off his boxer briefs leaving him completely naked in front of a still fully clothed Max, who looked at his brother naked body like a wild animal ready to pounce. Licking his lips at the thought of all the things they'd do for the next two days.

He, once again, grabbed Billy's arm and pulled him on his lap and slapped his brother's bare ass before beginning to rub it. "This ass belongs to who?"

"You Daddy!"

"That's right, Daddy doesn't like it when he can't see what's his, understand?" Billy responded by nodding, giving Max the puppy-dog-eyes. "Good. Now, strip me naked!" Billy practically jumped in excitement.

He grabbed the bottom of Max's shirt and pulled it up slowly over his chest. Billy looked intensely at his big brother's muscled chest. Billy's own chest wasn't bad either, he was training to be a superhero after all, but Max's muscles were far bigger. He also had a bit of hair leading down the middle of his chest, down to his six pack abs.

"Jealous?" Max asked, breaking character.

"A little bit," Billy admitted.

"You'll get there." He reassured him. "Now keep going, Daddy's still in pants."

Billy dropped down on his knees and undid Max's belt and pulled his brother's skinny jeans down. He finger the waistband of Max's boxers before pulling them down, leaving the brother both completely naked before each other.

"Don't fight your instincts," Max told him. Billy heard him loud and clear, taking his brother's dick and beginning to suck and lick it all over. Max tilted his head back and let out a deep moan. Billy had only given two blowjobs before they started experimenting with each other and now, Billy could suck dick like a pro. Max knew he would last long, with how much they had already been doing up to this point and he needed to cum so badly he didn't try to hard to fight it. He grabbed the back of Billy's head with one hand, forcing all eight inches into his brother's mouth and firing ropes of his Max juices down Billy's throat. When Billy took his mouth of, Max was still hard.

"That was great baby, but Daddy's still horny. Get up here, lay down on the couch." Billy did as he was told while swallowing his brother's seed.

"You ready for Daddy's meat?" Max asked, positioning himself.

"Yes Daddy," Billy said, spreading his legs apart.

"Ask for it. And make it cute."

"Daddy, would you please fuck me hard with your huge cock?" Billy asked, pushing out his bottom lip. Max felt himself get even harder hearing that sentence come from his little brother's mouth.

"Anything for my little man." Max said before grabbing Billy's waste and shoving in hard. Billy let out a loud cry again, a mixture of pain and pleasure from his brother swiftly entering him. Max knew Billy had taken it enough to the point where he didn't need to wait for him to adjust. Not that he was willing to wait anymore anyways. Even if Billy tried to say he wasn't in the mood, Max would've been willing to force himself into Billy he needed it so bad. Max usually preferred fucking hard than fast, but this time decided to do both.

"Yes Daddy!" Billy shouted from below. "Fuck me so hard I won't be able to walk tomorrow!" Max responded by pushing himself in deeper, hitting Billy's sweet spot. Billy moaned louder and louder each time Max hit his prostate.

"Billy, I think I'm getting close." Max manage to get out while trying to keep pace.

"Shoot it in me! I want you to fill me up with your warmth!" Billy shouted.

"Alright Baby, take Daddy's seed!" Max shouted as he shoved himself in and let loose inside his little brother. Max pulled out and some of his seed leaked out onto the couch. "God, I needed that." Max said in between breaths.

"You think you needed it? I've been empty for weeks." Billy told him.

"Well, are you ready for that treat I promised?" Max asked.

"That wasn't the treat?" Billy asked, confused. Max smiled and picked Billy up and repositioned him on the couch.

"Not by a long shot," He said with a smirk. "Let's see if we can get the blood flowing down there again." He said before grasping his brother's limp dick and stroking it to get him hard once more. Billy hummed and squirmed at the touch. "Take it easy." He said placing and hand on his younger brother's shoulder. Billy looked up into Max's eyes, before lover his body once more and felt himself grow hard. "There we go." Max grinned.

Billy still didn't know what his brother planning until Max pushed Billy to lean back and lined up Billy's cock with his hole. "Really?" Billy looked up smiling.

"Really, really." Max said as he lowered himself down on Billy's length. "Oh my god, bro." He moaned.

"Max, you're so tight." Billy said, feeling Max's walls closing around him. Max had one taken i once before from Link, so this was still new for him.

"Sit back and relax, I'll take control." Max said, placing his hands on Billy's shoulders and began to bounce. Billy threw his hand back and moaned. He wasn't normally on this end either. Only giving it to Harris one time to entertain their older brothers. Billy placed his hands on Max's hips and began to thrust with Max's bounces.

"Hey Max," Billy managed to get out.

"Yeah?" Max asked, before Billy started using his powers to thrust into his older brother at super speed.

"Oh god yes! Faster Baby, faster! Give it to Daddy! Let him have it! Give Daddy your seed!"

"Yes Daddy!" Billy said slowing down to normal speed and he slammed Max down as hard as he could as he fired upwards into his older brother.

Max looked down at Billy. His hair, sticking to his forehead as sweat covered them both. "How'd you like your treat Baby?" He asked, in between deep breaths.

"It was great Daddy. Thank you so much." He responded leaning up to kiss his brother. "Max, I need a shower. Now."

"I think we could both use one, bro." Max agreed.

"Carry me upstairs? Please Daddy?" Billy asked, using Max's new kink to get what he wants.

"Keep calling me that and I'll never be able to say 'no' again." He said as he lifted Billy up into his arms and began to climb the stairs. "You're still not allowed to wear clothes this weekend though." He told him.

"That's ok, I don't like wearing clothes sometimes anyway." He said resting his head in his brother's chest.


	6. Chapter 6

Max was cooking bacon downstairs in just a pair of jeans when Billy made his way downstairs still completely naked. "Good to see you're following orders." Max said seeing his brother's morning wood bouncing as he descended to the first floor.

"There's something freeing about not wearing clothes all the time." He told him. "Hey, how come you're not naked?"

"I'm cooking," He told him. "Besides, what if someone comes to the door? I'd have to get dressed before I answer. You've got speed so you're fine."

"What're we gonna do today Max? Do you wanna fuck me on the table later?" Billy asked.

"I don't know, it's too early to think about sex ok?"

"I wanted to try to do it all day though." Billy said disappointed.

"Can we just have breakfast first?' Max asked. Billy gave up and the two sat together and just ate.

"When's everyone coming back again?" Billy asked.

"Sometime tomorrow afternoon, I think." Max said.

"That gives us time to do it before they're home."

"You're really horny this morning, aren't you?' Max asked his brother.

"You bet I am," He said with a smile.

"Well, let's see if you can get me up to your level." Max said taking a seat next to Billy at their table.

Billy hopped into Max's lap and began to kiss his older brother while rubbing his hands all over his defined chest. Max felt his hands down Billy's back before settling them on Billy's ass. Billy kissed Max's collar bone and felt Max's erection begin to grow push against his jeans. Billy began to lower himself to the floor, places kisses down Max's chest. He unzipped Max pants and pulled his hard dick out and began to stroke it.

"Horny enough now?" Billy asked.

"Seeing you on your knees, how can I not be?" Max asked. Billy smiled and starting taking Max's dick in mouth. "You just keep getting better at this." He said as he began to moan.

"I get lots of practice. I could use more." Billy said in a flirty voice.

"We'll talk once you finish your job down there." Max told his little brother. Billy smiled and continued to suck his brother's well defined cock. "Oh yeah, inhale my fucking cock bro." Max moaned. "Shit Billy, I'm already close." Billy took Max dick out of his mouth and tried to continue to make out with him when Max stopped him. "What do you think you're doing?"

"Trying to kiss you?"

"I was almost done and I don't remember telling you that you could stop." Max said to him.

"If you finish, we might stop and I don't want to stop yet." Billy said with a pouty face.

"Billy you got me there. Now you're gonna let me cum the easy way of the hard way." Max threatened.

"What's the hard way?" Billy asked amused, a mistake as he would soon see. Max telekinetically pulled Billy up and then pushed him down onto the table. Max pushed his pants down to his ankles (he was going commando) and got up, looming over Billy.

"You want the hard way? You get the hard way." Max said in a deep voice. He pushed Billy's legs apart and lined up his cock with Billy's entrance while wrapping one hand around Billy's throat. "I am very disappointed in you Billy. Yesterday, you told me you'd be a good boy, but that's clearly not the case. You act bad, you get punished. And when I say I need to cum, you. Let. Me. Cum." He said shoving in hard and fast, all eight inches all the way up.

"Max! Oh my God, take it out! It's too much at once!" Billy cried.

"No, act bad and you get punished. And it's Daddy, remember?" He said as he continued to plow in as hard as he could.

"Ah Daddy!" He cried.

"There it is, I'm gonna finish this time!" Max yelled before he pulled out and fired ropes of cum all over Billy's face and chest. "Don't you dare clean that off. I need to go out for a bit, we're out of soda. I want you to jerk yourself off and jizz on yourself. Once it dries, you can do whatever you want." Max said pulling his pants up before sliding down to his room to get a shirt so he could go out.

Billy lied on the table catching his breath for a minute when Max walked back upstairs with a shirt on. "I don't see you working your stick." Max said before he left. Billy grabbed his dick and began to stroke himself. He managed to cum himself when heard someone at the door. He looked up confused before he used his speed to clean himself up and got changed before he went to answer the door. He opened it to see a blond boy about his age.

"Hey, it's Billy right? Is Max here?" The boy asked.

"Do I know you?" Billy asked.

"No, I don't think so." He answered letting himself in.

"Gee, come on in." Billy muttered to himself.

"So, is Max here?" He asked again.

"He went out for bit. Who are you?"

"Oh right, my name's Henry. I worked with Phoebe before. Max was there too." Henry explained.

"Oh, hero business. So why are you here?"

"Got called on an assignment here. Had some time to kill." Billy continued to watch the boy look around their house. "Can you keep a secret?" Henry asked Billy, pulling him in close. Billy nodded his head hesitantly. "When I saw Max, I felt something I've never felt before. You wouldn't get it, but your brother is amazing. I've been thinking about him non stop since I first saw him and-"

"You can't have him." Billy interrupted.

"What?"

"Max is mine. He's my brother and he's mine." Billy grabbed onto Henry and sped down to Max's room. Once down there, He threw Henry onto Max's bed and handcuffed his hands above his head.

"What's going on?" Henry asked panicked, now that Billy slowed down to normal time.

"I told you, Max is mine. I don't want to share."

"What are you even talking about?" Henry was very confused and a little afraid of what was happening.

"You want Max so badly, then I'll get you as close to him as you'll ever be." Billy said in a deep tone. He sat down on top of Henry's chest and used his knees to pin his arms down.

"Wh-what are you doing? Let me go!" Henry cried.

"Shh! You're too loud." Billy told him, pulling his shorts down and letting his semi hard cock out into the open air. "Here, you look hungry, take a nice sausage!" Billy said shoving his meat into Henry's mouth.

"Mmm-mf!" Henry tried to scream, but couldn't get any words out.

"Oh yeah, hum again. It feels so good." Billy said moving Henry's head up and down his stick. "This your first time sucking dick?" Henry remained silent. "You can be honest with me." Henry nodded slowly. "Figured as much, you kind of suck at it. But that's ok, it still feels great on my end." Billy said as he began moving his hips to push further into the young hero's mouth.

Henry felt Billy's dick grow fully hard in his mouth and found it even harder to fit it inside. Only about three and a half inches were in his mouth. Worst of all, he felt his own member growing in length. He wished it was Max doing this to him, but Billy was pretty cute too.

Billy began to thrust faster and harder, almost using his super speed. "You better get ready, i'm going to cum here soon!" Henry tried moving his mouth off, but Billy grabbed ahold of Henry's head. "Don't think about it. You wanted to take my brother, but instead you'll get my seed!" Billy said before he forced all six and a half inches down Henry's throat and firing rope after rope of his juices. "Damn, you gotta be easily the hottest blond I've gotten to fuck. Let's see how you're doing down there." He said reaching for Henry's pants.

"Please don't," Henry said in a sore voice from the assault on his mouth recently. Billy wasn't listening and pulled those along with his underwear off, setting his eyes onto the six inch semi-hard dick.

"That all you got?" Billy asked as he began to stroke it. Henry began to moan in pleasure as he slowly grew to his full seven inches. "There we go, now we're both in a good mood. Let's continue." Billy lifted Henry's legs up and placed them on his shoulders before lining himself up.

"Billy please, I won't go near Max. I swear." Henry pleaded.

"Oh, I believe you. But I'm horny as fuck and you're hot as Hell." He said before pushing into the blond boy and starting off at a fast pace. "How do you like that? I can go faster. That's my power you know." He said before he started using a small amount of his powers to speed up slamming into the older boy.

Max arrived home and noticed Billy had left the table. "He better have dried off before he moved." He said heading to put away the soda he picked up in the fridge. "Billy, come downstairs, Daddy's home and horny!" He called upstairs. "Oh come on! You're not mad at me are you?" He said as he began to climb upstairs. "Remember the rules? What I say goes, and I'm ready for round two." He said opening the door to Billy's room and noticing he wasn't there. "Where the Hell is this kid?" He asked himself before heading down to his room. He pressed the button behind the couch and immediately began to hear the moans below. He closed the slide door and headed to the other entrance. _Ok Billy,_ He thought. _Who's your new fuck buddy?_ He slowly crept down the stairs and peeked his head around the corner to take a look. _Is that Henry? What's he doing here with my brother giving it to him. Also, damn Billy really knows how to fuck! I should let him top me more often._

"Oh here it comes! I hope you liked the taste, it's time to feed your other hole." Billy thrust in with all his might and fired his third cum that day into the blond hero. Billy collapsed onto Henry's chest, both boys breathing heavily.

"That was nice to watch." Max said, making his presence known.

"Max!" Billy said jumping off of Henry and speeding over to his brother.

"What's Henry doing here?" Max asked his horny little brother. "And why'd you have to fuck him so hard?"

"He wanted you to himself Max. He wanted to take you away from me." He said in a baby voice.

"Well, we can't have that can we? How about we show him how much we mean to each other?" Max said in a flirtatious voice. "Get back on the bed over Henry." Billy did as he was told and climbing back on, hovering over Henry while presenting his ass to his older brother. Max striped his clothes off and went over to align himself with Billy's needy hole. "Let the real show begin." Max said, plunging into his brother.

"Oh yeah! You're so big Daddy!" Billy shouted while letting out moans.

"That's right baby! You know you love feeling me fill you up!" Max said going harder than before. Henry was still tied down, being forced to watch his secret crush make love to someone else. He tried closing his eyes, but the two brothers kept on crying out to each other. "You want my sweet seed inside you Baby?"

"Do it Daddy! Fill me up! Make me pregnant!" Max gripped Billy's hips with one hand and with his other grabbed and handful of his brother's hair to push in deeper and fired off multiple shots deep into his brother. Max pulled out of Billy, allowing some of his seed to drip down onto Henry's semi hard member. Billy spun around, jumped into Max's arms as they two made out passionately as the blond looked on wishing he was in Billy's place.

"Max please," Henry said, trying to get his attention.

"Did you hear something Baby?" Max asked. Billy smiled and shook his head.

"I wasn't trying to take you away, I just wanted you to know how I feel. Please just give me a chance Max." The brothers continued to make out and rub each other all over. "Max," Still no response. "Max please fuck me," Henry finally said.

"What was that?" Max asked, finally admitting to hearing him.

"Fuck me Max." Henry said staring deeply into Max's eyes.

"A little louder. I can't hear you well." Max said taking a step towards the young hero.

"Max, I want you to fuck me with your enormous cock so hard I won't be able to walk tomorrow! I want you to take out everything you have on my ass! I want to be you personal cum dumpster for you to use whenever you want!" Henry cried out at the top of his lungs, letting his head hang down once he was finished.

"What's my name?" Max asked, turning Henry's head up to look at him.

"Daddy," Henry said. Max flashed an evil grin.

"Billy, go up stairs and make Daddy some lunch. I'm gonna be hungry when I'm done with little Henry here."

"Ok Daddy," Billy sped upstairs leaving them along.

"I hope you're ready," Max started to say, placing Henry's legs up on his shoulders and aligning his dick up with Henry's still tight hole. "To feel the thunder."

Upstairs, Billy was humming while making and sandwich when he heard the screams of pain and pleasure from Henry breaking through Max's sound proof room and he smiled to himself as he began to grow hard again.

 _ **I am very sorry for how long this took and how long I've been gone. There was school, holidays and a monster crush I don't want to get into. I will try to upload more at least until February when school starts again. But, we'll see. Bye y'all!**_


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